Sec Form 4 Filing - Moller Charles Ph.D. @ Cara Therapeutics, Inc. - 2014-02-05

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Moller Charles Ph.D.
2. Issuer Name and Ticker or Trading Symbol
Cara Therapeutics, Inc. [ CARA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O DEVON PARK BIOVENTURES, 1400 LIBERTY RIDGE DRIVE, SUITE 103
3. Date of Earliest Transaction (MM/DD/YY)
02/05/2014
(Street)
WAYNE, PA19087
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/05/2014 C( 1 ) 1,068,704 A $ 0 1,068,704 I By Devon Park Bioventures, LP ( 2 )
Common Stock 02/05/2014 C( 3 ) 507,700 A $ 0 1,576,404 I By Devon Park Bioventures, LP ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
S eries C Preferred Stock ( 1 ) 02/05/2014 C 2,258,065 ( 1 ) ( 1 ) Common Stock 1,068,704 $ 0 0 I By Devon Park Bioventures, L.P. ( 2 )
Series D Preferred Stock ( 3 ) 02/05/2014 C 1,269,254 ( 3 ) ( 3 ) Common Stock 507,700 $ 0 0 I By Devon Park Bioventures, L.P. ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Moller Charles Ph.D.
C/O DEVON PARK BIOVENTURES
1400 LIBERTY RIDGE DRIVE, SUITE 103
WAYNE, PA19087
X
Signatures
/s/Darren DeStefano, Attorney-in-Fact 02/05/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series C Preferred Stock held by the reporting person automatically converted on a 1-for-2.1129 basis into shares of common stock upon the closing of the issuer's initial public offering.
( 2 )These shares are owned directly by Devon Park Bioventures, LP ("Devon Park"). The reporting person is a managing member of Devon Park Associates LLC, the general partner of Devon Park Associates, L.P., which is the general partner of Devon Park and, as such, shares voting and dispositive power over the shares held by Devon Park. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.
( 3 )The Series D Preferred Stock held by the reporting person automatically converted on a 1-for-2.5 basis into shares of common stock upon the closing of the issuer's initial public offering.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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